Usagi regains her memories after Luna revives them when a new enemy force shows up to attack Naru. The enemies are Ail and Ann, two aliens who take energy from the humans on Earth to feed the Makaiju, the tree that is their life source. Ail and Ann, lovers, pose as two students, Ginga Seijuurou and Ginga Natsumi, brother and sister, at Juuban Junior High School. The plot becomes strange as Ail falls in love with Usagi and Ann falls for Mamoru.





The other Inner Senshi regain their memories in episode 48 after Luna restores them while the enemy is fighting Sailormoon, but Mamoru still doesn't, much to Usagi's horror. Instead of Tuxedo Kamen, Tsukikage no Knight, a new ally, appears to save the girls. Sailormoon gets her powered-up transformation when her first season powers prove too weak to fight the new threat on Earth, receiving the ginzuishou back in the process. The other Inner Senshi eventually gain powered-up versions of their old attacks.





The Makaiju finally lashes out after being fed so much energy and getting some of Usagi's: it attacks Ail, Ann, Mamoru, and Usagi. This is where Usagi reveals her identity to the aliens, and Mamoru remembers his past when she tries to protect him. The Makaiju reveals its past and that of Ail and Ann, who discover what love is after Ann dies protecting Ail from the tree, and then Sailormoon heals the Makaiju. The Makaiju revives Ann, and then she and Ail then go off into space to start a new life with a Makaiju sapling. Tsukikage no Knight also reveals his true identity as being a part of Mamoru's soul.

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